June 7, 2023

E124: Ahmed Raza: An Acquisition Entrepreneur Turned Founder And Due Diligence Expert

E124: Ahmed Raza: An Acquisition Entrepreneur Turned Founder And Due Diligence Expert

Founded Rapid Diligence five years ago and our focus is on providing buy-side due diligence services for both online and traditional small business acquisitions. We focus on operational, technical, financial, and legal due diligence and take a...

Founded Rapid Diligence five years ago and our focus is on providing buy-side due diligence services for both online and traditional small business acquisitions. We focus on operational, technical, financial, and legal due diligence and take a holistic approach on diligence by assessing risks and opportunities. We work with buyers that are both in the search phase /pre-LOI and buyers who have an executed LOI.

Ahmed discussed his experience in buying and growing e-commerce businesses while in college. He mostly bought distressed or neglected assets that he could acquire at a low multiple and then grew them. Raza also discussed how Rapid Diligence helps clients with the search process, pre-LOI negotiations, deal structuring, and more.

Watch it on Youtube: https://youtu.be/4rq7tM-sbks
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Contact Ahmed on
Linkedin: https://www.linkedin.com/in/araza617/
Website: https://rapiddiligence.com/
Email: ahmed@rapiddiligence.com
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Transcript

[00:00:00] Ronald Skelton: Hello and welcome to How2Exit Podcast. Today I'm here with Ahmed Raza. He is the founder of Rapid Diligence. And I'm looking forward to learning from you today guy. Thank you for being on the show. 

[00:00:11] Ahmed Raza: Hey, thanks for having me.

[00:00:13] Ronald Skelton: So we always start off with a kind of a background story. You have a interesting background, before you became the founder and CEO or, leader of a company helping others do due diligence. You were an acquisition entrepreneur. You've done some acquisition stuff. So let's talk about, kind of, I always joke and say, Hey, you were born and then you ended up on a show about mergers and acquisitions. Can you fill out the gap in between? But can you give us your background or your origin story? How did you end up on a show like this? 

[00:00:40] Ahmed Raza: Yeah, absolutely. I kind of started by buying a few small online businesses. So these were primarily like e-commerce business content. And I did this back when I was in college. So I was using some personal capital, borrowed capital. And really it kind of happened due to like a family financial needs. So that's why like acquisition entrepreneurship, it has a really close, close place in my heart. So I did that for a few years and I spoke with a couple of investors and they're like, Hey, it looks like you're pretty good at this. You wanna do this again with some of our capital? So I said, sure, let me give it a shot.

[00:01:09] Did that for a couple more deals and then started a small cap private equity fund where again, the focus was to buy, e-commerce businesses, content, SaaS, all that good stuff. Did that for about a year and a half, two years. We did pretty well with the fund. Ended up exiting it. And then I kind of wanted to stay in this space without necessarily starting another fund. So I decided to start Rapid Diligence and went full-time about two, three years ago. But I've started about four or five years ago. And primarily help, people looking to buy small businesses. Mostly online, but we've done a lot of like traditional businesses as well. So we usually come in and help with the buy side diligence process.

[00:01:46] So whether you're in the search phase and you're still kind of looking for a business. Or you have something under LOI, you have something under contract. We kind of come in and help you as the buyer. Make sure, everything looks good. There aren't any issues from a financial, operational or technical perspective.

[00:02:01] Ronald Skelton: So you guys do, you just said technical, financial, and operational. What about legal and cultural and the other things you need to look at? The attorneys are usually gonna do the, the legal due diligence. But you have referrals out to that? 

[00:02:14] Ahmed Raza: Yeah, exactly. So what we've done is, we've kind of honed in on what we do really well and we make sure to focus on that. And then for 90 other things that you might need, we kind of just do referrals out. And the reason, I kind of wanted to go toward that model was because, again, that lets us focus on what we do well and keep getting good at that. But then also build a, a diverse network where we can still, kind of refer people out to folks that we've worked with. And, our clients in the past have had a, a good experience working with. 

[00:02:39] Ronald Skelton: Now did you have any success when you were buying in, buying these e-commerce like, businesses and in college and stuff? Did you buy 'em, grow 'em, exit 'em? Or what was the story behind that?

[00:02:49] Ahmed Raza: Yeah. Mostly just bought them, grew them to, to a degree and then exited them. My first few acquisitions, I kind of went after more like distressed slash neglected assets because, I didn't have a lot of cash and I wanted 'em at low multiple. So usually I'd go in and say, Hey, like, this looks pretty good. But x, y, and Z is not being properly utilized. So I went in and grew them. And then as I started going for larger businesses, especially with the private equity fund or with investor capital, started going after businesses that were more established cuz we were looking at larger businesses. So, enjoyed both, I think, it was a lot more gratifying buying like these super distressed assets and then turning them around in six to 12 months.

[00:03:25] But it was definitely more stressful as well because everything was going wrong all the time. I think the model of going after more established businesses was definitely a bit more sustainable long term. But I think they definitely both have their pros and cons. 

[00:03:39] Ronald Skelton: So, when was this? Cuz I'll date myself a little bit here. Prior to the, the inventions of Flippa and Empire Builders and stuff, there were these forums out there. Warrior Forum was one of them. And, I would flip websites, years ago. And what we would do is people would post, they would build websites up. They were good at building 'em. They would get revenue generating. But they just, they weren't great at user interface or the graphic user design, the graphic design side of it. They'd look kind of crude. And to be honest, they would just, get 'em up, generate a little bit of income with them, and they'd post 'em for sale.

[00:04:13] Usually they could get 'em up to make in a thousand or $1,500 a month. We'd buy them at so many months, multiple, and turn around and clean 'em up. Put a better, better design on 'em. Get more traffic. Do some other stuff and turn around and sell 'em. We did the same thing. And I was doing pretty good at it myself until I actually got burned really, good. I guess you'd say, or bad. In today's terms, back when I was doing it was a lot of money. But today's term it's not. But, it was like, I think I paid $36,000 for a site. And within days of me buying it, within hours, maybe all the traffic dropped off.

[00:04:46] We transferred it over. I seen everything running fine, and all of a sudden the things started tapering off and turns out they had a private link network of their own. Servers and everything was basically internal. And they, pretty much everything was faked. It just kind of died on the vine. It was so easy back then to just pretty much Photoshop, PayPal statements and all this other stuff, to show me income. I just quit doing it. Went to, I had a really good job anyway. I had a, high paying six figure job in the tech industry. So things have changed a lot since then.

[00:05:16] Most of these tools have third party. You can give somebody a login access without giving 'em editing access so somebody can get in and look at your financials. Actually log into the financials and see them. There's companies like what you guys do to, that can do third party due diligence. There's just different ways now. I'm in that space right now. I actually, it's one of the reasons I was interested in chatting with you. Is like, okay, I'm looking at newsletters, blogs, revenue generating websites, content sites, and that type of stuff.

[00:05:43] A little concerned with AI going on and what's accompanying, and that, what that's gonna do to us in the long run. But, I'm interested in what that process looks like. I guess the question is, let's walk through the process. Somebody's gonna buy an online asset or something you guys specialize in. At what point, should they start looking at, okay, I'm ready to have this looked at by a company like Rapid Diligence?

[00:06:03] Ahmed Raza: Great question. So, most of the time we're working with clients. Most of our clients we're working with, I would say about 70% or so. Usually they'll reach out to us maybe like a day or two, a week or two before they're officially under LOI. Usually, they have a business that they're super interested in. They're just looking to get kind of that LOI submitted. And so we generally will start working with them once that LOI is executed, it's been accepted. And then the remaining 30% or so we work with them, when they're still in the search phase.

[00:06:29] So we have something that we call our start to finish plan and really it's like targeted toward first, second, third time buyers. And it's kind of our full skill buy side advisory, where we're helping you with the search process. We're helping you with pre LOI negotiations, deal structuring, all that good stuff. But kind of focusing on that 70%, that's our bread and butter. We have folks come in and what we'll do is, we establish like what that due diligence timeline is. For smaller deals under one or 2 million, it's usually 30 days. For larger deals, it's a bit longer.

[00:06:54] And so we come in and we'll start the data collection process. Kind of what you mentioned, where we'll get access to everything, whether that's Google Analytics, whether that's your financials, just kind of putting all of that data together. Then we'll start looking through that data, asking questions to the seller, the broker. And then kind of going through everything and making sure everything checks out. And then we'll put together a finalized report and say, Hey, these are all of the things we found. These were the issues. This is kind of, any discrepancies and things like that. So that's kind of what our general process looks like once you've engaged us. 

[00:07:24] Ronald Skelton: So what led you to want to create something like this? I told you I had an experience where it just didn't work out for me. Right. What led you to, I guess I could always made that turn. I could have like really solved this problem back then. And then actually solved it for other people. That's usually a catalyst for something that, would cause me to create a business. Unfortunately, at the time for mayor, or fortunately, I had a fairly decent six figure job, so this was kind of a side hustle. So I just went back to doing my full-time job at 50, 60 hours a week. If you're in tech, you don't work 40, right? 50, 60, 70 hours a week. And set this aside for a while. Actually, I switched over and got into day trading, which was very profitable at the beginning.

[00:08:01] Back in the day when you, I don't think they could still do it, but you could do arbitrage. You could actually, play this game where you're buying large blocks of stock and then selling it within seconds. You're basically playing an arbitrage game, matching buyers and sellers, because there was a price gap. So we were playing that game inside of there. But, there's other big players in there. If they figure out, if you're in their ballpark, they can actually set you up and hurt you. If you're a small player inside of that realm, back then the bigger guys would see you playing in their ballpark and basically smack you every once in a while. And they can get very expensive and very painful.

[00:08:32] So, let's go back to, if somebody's got their LOI or they're thinking about doing an LOI, they reach out to you guys. What are the type of stuff that you guys look at? And what are you looking to find? And then maybe we'll get into some interesting stories of things you did find that were like, surprising.

[00:08:48] Ahmed Raza: Absolutely. So a lot of it we basically break it down depending on the type of business. So with online businesses, that's why I say we kind of specialize in that, is because it's a lot easier to just get really good with like e-commerce content, SaaS, cuz they follow a lot of the same models. So we're looking at a lot of different things. We're doing the numbers component, which is we have a small team of CPAs on our team that go through all of the financials.

[00:09:09] Whether you get a quality of earnings or one of our, less financially, kind of in-depth reports. We'll have CPAs look at it regardless. And these aren't just generic CPAs we refer out to. They're actually in-house. And so they're used to looking at these small businesses, these kind of different business models. So we do that first. We look at the website traffic, if it's an online business. And then we start digging into like the, kind of the things such as risk, opportunity, talking to the seller, talking to the broker, and the more human component of it, where it's not just about running the numbers, but actually about understanding the risk of this particular business.

[00:09:41] And so, for a lot of those online businesses, that's the method we take. For more traditional businesses, like we've looked at like manufacturing companies, HVAC businesses, all of that good stuff. And so a lot of that comes down to just the financials and then the operational risk as well. So a lot of times if you come to us with a traditional business, our team will tell you is that, Hey, this is something we've done and we can help from an operational risk component. Or, Hey, this is only something we can help by reviewing the numbers, but you wanna get someone else to do some of the operational risk, because we have no idea what goes into this.

[00:10:11] And that's kind of how I've tried to approach it over the last couple years is, hey, where we can help, we'll always help. But if that's something we can't help with, then, we're not gonna pretend like we're HVAC specialists, et cetera. And be like, Hey, we can help you with all of the different due diligence components. Because there's a lot of risk that goes into buying a business. And so, like, mitigating that risk obviously is super important. So where we can help and we can provide value, we always will. But where we can't, we'll be candid about it and tell you that, hey, at least this piece, you have to go to someone else for. 

[00:10:38] Ronald Skelton: So you mentioned quality of vendor injury report and having CPAs versus, on staff and stuff. A lot of these smaller businesses, especially I would say anything under $5 million, in valuation,. Especially online. In my findings, and I've looked at a few, is they really just don't have strong financials. Nobody's ever taught these guys how to do income statements, but balance statements. When I asked somebody for their financials recently, what I got is, here's a copy of my business's bank account.

[00:11:08] He did have an LLC set up. Which I've seen him without it. He did have an LLC set up. He did have a business account. He was in business for three years. He didn't have an accountant on staff. He basically had a tax lady. All the money went into the business account. He paid himself a salary. And then she did his taxes, but there was no balance statements, income statements. Do you get a lot of that with these small businesses? Where they're just, unless they've been through a broker and a broker prepared the reports for you, they don't actually have some of the stuff you would standardly look for?

[00:11:36] Ahmed Raza: Absolutely. Yeah. So this happens all the time. And the funniest, the statement I always get from our clients like buyers is, Hey, it's a pretty straightforward business. The financials are straightforward. And I always chuckle a little bit every time. Because, I'm like, yeah, ideally it is straightforward, but usually it's not because, most of these guys are not looking. They, they don't start their business with the hope of selling it one day, right?

[00:11:55] They just happen to stumble upon selling their business. And so it's not like they're, in retrospect, they went through and make sure everything was separated properly. Whether that's financials, operations. Even things like emails. Like we've seen, folks with like, especially like you mentioned in that sub $5 million category where we've had folks come in and say, Hey, I can't share the business email cuz it's also my personal email, stuff like that. Right. And so, we've seen this a lot. And that's kind of, I think where it's important to work with someone who does this. Because, the goal is then to still be able to mitigate the financial risk and be able to look through everything without scaring off the seller.

[00:12:29] Because if we come in and say, hey, like, everything's crap. Your financials are crap, this sucks. And nothing is gonna like, that's not the point, right? Because it very well might still be a really good business. It just happens to have financials that aren't terribly easy to navigate. But we see it all the time and really just comes down to separating it and mitigating the risk. And then usually at least making sure we can tie back 90, 95% of the earnings, the cost, everything back to the P and L. And that way we can say with some, a high degree of certainty that, okay, we feel good about this.

[00:12:58] We were able to track things back and, we kind of don't see any major issues with the financials or the operations.

[00:13:03] Ronald Skelton: A couple years ago when I was first getting into the space. I just basically said if they don't have great balance sheets, profit loss statement, if they don't know their, their own cash flow, I'm just not interested. And I brought a guy on the show, I won't say who it is, but I brought a guy on the show and he said that's absolutely ridiculous. You're looking for companies under $5 million. You just eliminated 80% of your buyer poll. And if you want to do off source or, off market deals, you know where we're brokers and advisors aren't already involved. You just eliminated 95% of your deal flow. Your potential deal flow. 

[00:13:33] He said, looking at people's crappy books as he put it and determining they have a great business with bad books. So that was an eye-opener. And I know of a couple guys right now and I'm pretty good at looking at things. When the time comes, I know that, I don't have to actually have a perfect set. I could have guys like you or some of the other guys I've met, take a look at it and figure out what's really there as opposed to what appears, what appears to be there.

[00:13:57] I think it's even more important. A lot of times when you do have a broker or something involved just because now you have a third party trying to make it look great. And there's some, what's the word I'm looking for? I don't think there's anything dishonest going on most of the time, but there's some, fluff that happens. Trying to put their best foot forward and, it wasn't their leg they're standing on kind of thing.

[00:14:20] Ahmed Raza: And I will say kind of, cuz you mentioned brokers as well. Most of the businesses we look at if they're, even if they're sub 5 million, if there's a broker involved, they are likely to have like, prettier financials. Cleaner financials. But then we have to start looking at other things. Where, I think the best thing that comes into mind is like add-backs. And we have to start looking at whether those add-backs are legitimate. Because a lot of times when we see businesses that go through brokers, they'll have nicer, cleaner financials where we can tie things back. But we'll see add-backs that aren't necessarily justified.

[00:14:47] So then we start kind of turning our lens more toward, Hey, what have you added back to the P and L that's not necessarily justified to add value to the business, to add to the EBITDA. And so it, it becomes like, hey, depending on where they're coming from and what source they're coming from, we have to look at different things accordingly.

[00:15:03] Ronald Skelton: What's some of the craziest stuff you found? 

[00:15:06] Ahmed Raza: A lot of times, especially cuz we do work with a lot of deals that go through brokers. It's not necessarily like so much so that things are being misrepresented, as much as things are just not agreed upon. I think add-backs are a big thing that come to mind. I think some of the crazier things, we actually just did a deal, it was for like a bunch of medical spas. And so they were, it was a very small deal, but they were representing about 400 K in EBITDA. After our CPAs went through it, they actually, everyone agreed that it was a 200 K EBITDA. So we effectively just cut that valuation and everything in half.

[00:15:35] So we've seen that, software businesses where, this was more technical than financial. But software businesses where the developer is the founder. And so they're doing everything on their desktop. There's nothing that can be, kind of migrated and there's nothing, if you're familiar with tech, there's nothing with GitHub or code repositories, anything like that. Those are always a little bit tough to navigate cuz then we have to figure out like, okay, how can we actually make this sustainable for a new owner? We've seen content businesses where, what you mentioned, so we've actually seen a few of those where they have private blog networks as they call 'em.

[00:16:06] And so these are effectively like, hey, you own like five, six different websites in this space. And then you're effectively just sending traffic to each of those. And so those are actually a little bit tough to like figure out if someone's doing it. The more sophisticated you get with your private blog network, the harder it is to track. But we have found a few where they weren't disclosed. And, after looking through, like Google Analytics, SEM rush, hrefs, like looking through all these platforms, we're like, Hey, there's something weird going on. 

[00:16:31] Everything kind of like circles around when it comes to traffic. It was a good find for us in the sense that it saved the buyer a lot of money. Cuz nine outta 10 times, unless it's disclosed, it goes in the direction that you had mentioned where, you buy the business, a month later they shut down the private blog network. And then, none of that traffic is there anymore. So a lot of interesting little war stories that happen, from both financial, technical and website traffic. 

[00:16:54] Ronald Skelton: That's interesting. So on the financial side, you think that, a lot of those add-backs were done by the broker. A lot of times I don't think the brokers, they're not meaningfully misrepresented. There's a definitely conflict of interest, right? They're motivated to get the highest price possible. And a lot of times there's no real clear, at least not that I found, there's no real clear industry norm that says, these are normal add backs. These are gonna be shunned.

[00:17:22] So everybody thinks that they have their own set of rules, I guess. What's the word I'm looking for? Or guides that they say what could be added back or not. So then it's just, it's up open to negotiations. Well, you added back, your, personal expenses in this thing. And well, this is right here is not a personal expense. It's actually, something that the business absolutely has to have to survive.

[00:17:43] Ahmed Raza: Yeah. And I think that's exactly what you said is why it gets tricky with add-backs. Is that because it's so subjective and even broker by broker people like companies do it differently. An interesting example that comes to mind is with a few content sites I've seen that people actually add back, some brokers will add back the cost of the content itself. Now that's tricky because it's like, the argument there is like, well, that content's already out there and it will continue to provide, results in perpetuity without additional investment.

[00:18:12] But at the same time, it's also kind of an ongoing cost that you need to, you have to keep updating your content. You have to keep adding content. So it really becomes kind of like this weird little spot where, it really ultimately becomes like, what you negotiate. It's like, okay, well, we'll add back like maybe 30% of the content, but there's no way we're doing a hundred percent. And so, you're right where there's no like guidelines or something you have to strictly adhere to that says you can add these things back and you can't add these things back. Some are more straightforward. Like, If you have like personal health insurance costs, it's a one owner company or one employee company, that's pretty straightforward.

[00:18:43] Or, or some certain other expenses. But there are a lot of things that become very subjective. And so we usually have to like tread waters carefully on that. But we also don't want the buyer to get a terrible deal because like 90% of things were added back that another broker wouldn't. So now effectively you buy a $1 million business and it's worth like $400,000 the moment you try to list it back on the market. So, I think it's just a matter of like navigating that carefully. 

[00:19:08] Ronald Skelton: So, I've got one that I'm kind of unclear on. And like, I've still considered myself a novelist in this space. I've interviewed more people about it and answered more questions about it, than I've actually done deals. But, I have a case, I've already said no to the deal. So still, like I say, who the company is. Two founders decided they're gonna sell their, it's an online business. They decided they were gonna sell their business. It was of interest to me, so I did the NDA. I actually looked at it really, closely, but there was no salaries in any of their stuff. Like they weren't paying each other. They weren't paying, one of their key employees. They weren't paying him inside of the books either.

[00:19:44] And come to find out in deeper discussions, two years ago when they decided to sell it. They paid everybody a huge bonus, a one-time payment. And everybody was living on that while I tried to make the numbers look as big as they could to sell it. And I was like, we still have to put salaries in there. That's still gonna hit your, but your business is profitability and stuff is. And and he is like, yeah, but that's not an add back. We had this conversation, they didn't have a broker and I didn't know how to handle the conversation. Like, I'm not gonna do all the work of three people. So I had to like, look at it and like, what would it cost me to run this? So, do you see cases where like just the guys just aren't paying themselves inside of these things? And then they wanna sell it for a big exit and they don't understand that employees have to step in there and, run that thing?

[00:20:26] Ahmed Raza: Yeah, it just definitely happens. Especially with the whole, like two employees, one buyer, scenario. Especially, I've seen it a lot with like, business partners. Seen it with like husband and wife, kind of, they run the business together, but they take dividends, but they don't necessarily get paid. In which case, what we'll end up doing is like, negotiating a nominal salary that needs to be included before we look at EBITDA. Because otherwise it's just not fair. You're gonna buy a business, you're gonna have to hire someone for that secondary person's role. Even if as an owner, you're coming and saying, I'm like, I'm okay with working 40, 50 hours a week. As the business owner, you still will need that secondary person.

[00:20:58] And the way I always tell buyers is like, hey, if they're putting in a hundred hours a week combined, that's almost 150 for you, at least in the first three months. Because you're still learning. You're not gonna do things as, as efficiently as they're doing it. So it's happened, on quite a few occasions. And really what it comes down to is just, again, negotiating and going back to the drawing board and saying, Hey, like we need to at least add, like a 60, $70,000 salary to cover up for at least the second persons if we're not gonna do both. So yeah, it's happened for sure. 

[00:21:25] Ronald Skelton: So one of the things I do when I'm going through a company is I look at who's on salary, basically, what is the salary base. But I also look at what are the normal roles inside of a business. For instance, like if you've got a content business, who are the writers? Do they get paid? Who's contributing the content? How are they compensated? Who's doing any organization, project planning, reaching out to, content producers and all that. But I look at the roles and stuff and figure out who's doing that, because sometimes you just don't realize.

[00:21:51] When I look at brick and mortar companies, one of my favorite things to do is like, okay, what does your wife do? I always ask the business owner, what does your wife do? Well, she does X, Y, and Z. What does she do for this business? And you'll find out a lot of times that they just never disclose. Well, she does our accounting. And she, she comes in on every Friday and does payroll for me. But it's not, it's not disclosed anywhere. They're not on the org chart. And the smaller the business, the more likely you have people that step in and do things that are not on the org chart. And they don't realize, okay, well I have to pay somebody to do that. Cuz your wife's not gonna continue to come in on every Friday and do my books.

[00:22:19] The same thing is like, one of the guys I was looking at his stuff, his SEO was awesome. Lots in links and stuff. Like, cool. Who does your seo? Well, I have a buddy of mine that, I write article once a month for, for his thing. And he does all my SEOs cuz he's really good at it. I was like, well, I'm not a writer in that realm. I can't write for his content. This guy had like a PhD in, in one subject and had content site in the other. So he would write for his buddies, content, which was in his level of education. Or in his realm of education. 

[00:22:48] It's like, I can't write on that. Like there's something so crazy like paranormal psychology or something weird. It was weird off top topic, like, how do you have a degree in that? Or in that realm. So there's these relationships and activities going. Do you look for that during due diligence? You look for, okay, what are the normal roles inside of running this organization? Who's doing them? Or is there a salary allocated for that individual inside of the books? Do you guys look for that or?

[00:23:11] Ahmed Raza: Yeah, absolutely. Firstly, we always ask for an org chart. And this is kind of, I alluded to this a little bit earlier where, the reason we focus on online businesses and kind of on these specific categories of e-commerce, SaaS, content is because we know what you takes to run an e-commerce business. So a content business. So if, for example, you show me a p and l for a content business or a SaaS software business, and I see nobody there, that's responsible for writing code or kind of pushing up code, et cetera. That's already a red flag, right? Or either it's not being accounted for, it's done by the owner, or it's not actually put on the p and l properly. So we definitely look at that and I think that's what makes this, easier to do when we focus on just these certain types of businesses. Is that we know exactly what the key responsibilities are.

[00:23:52] Whereas if you gave me, I don't know, like a bubble tea shop. Like a brick and mortar bubble tea shop, I don't know what goes behind running a bubble tea store. So you might tell me, Hey, these are all the responsibilities and these are all the people behind it. It'd be very hard for me to discern like, okay, what's missing? Whereas with the businesses we look at, it's very easy to know, Hey, if you have an e-commerce business and you store inventory, and I don't see anyone on payroll or a three pl that's actually sending out your products, you're obviously not disclosing something. So we always look at, org charts and then we start digging and then we dig. And then a, as you said, right, you dig a little bit deeper and deeper each time and you ask these questions. And there's always gonna be something that comes up, especially for like these sub three, $4 million businesses. Where it's a friend or a buddy or a wife or a husband.

[00:24:32] And it always fascinates me because people don't view this as great of a risk as it really is. Cuz for a lot of people it's like, Hey, does the stripe, payments align exactly with the P and L. No. And don't get me wrong, that's important. But if you have these people on your team that are, that serve like critical functions and they're not being migrated along with the business, you're losing these critical, I mean, that's what the business is, right? And so, it's something we've dug into in the past and it's something we always dig into. And there's always something that come, that comes up and then we need to disclose it and then figure out how to negotiate that back into the price. So, super important. And if, for everyone listening, I always recommend doing that.

[00:25:06] Always recommend kind of getting an org chart and then seeing what's being done, what's missing. And then digging deeper and deeper each time and finding out what those responsibilities are. And I love your question about like, oh, what does your wife do? And then what does she do for this business? That's awesome. That's fantastic. So, I always recommend doing that. 

[00:25:23] Ronald Skelton: I'm always looking for what's the unsaid, right? You can kinda look around what's going on. Especially if you get to go visit the site. Since Covid and not, I've been pretty much doing everything via Zoom. But, just because I just never got really good at doing the Zoom side of things. It never fell out of that mode. And online, you really just, there's nothing to go visit for a lot of these guys. The servers are in some data center somewhere.

[00:25:42] They're working from their house. They always have, all the employees are remote working from their houses. There are, just occasionally where I've looked at one where they had a couple offices, but, most of the time these guys, they've embraced this remote work scenario. But to do it online, there's still a way to look around and go, okay, if I was running this, what would I need? SEO's a big one. Who's doing your, your search engine optimization. Like if content, who's doing the content? For these podcasts and stuff, who's doing your editing?

[00:26:07] I have a team who, they edit and, do my social media for me. Virtual assistance type of guys and girls, but mostly women. I don't even know why I said guys. I don't have a single guy working for me right now. Anyway, that said, having that insight, like you guys know the online space, right? That's a huge win for anybody using your service if they're looking for that. If they brought you, a manufacturing company and, they produce widgets, you may not know that if that machine equipment out there is more than 20 years old, somebody's maintaining that stuff on a daily or weekly basis.

[00:26:41] Somebody's changing parts on the actual machines making the widgets. A friend of mine was looking at buying a machine shop. Like a, mechanical. They built widgets. And turns out the owner was the lead sales guy. The payroll guy, he did his own payroll. Basically, he knew accounting well enough to keep himself out of trouble, barely. And then he was a maintenance guy. Like, he actually went out into the shop when stuff broke. He was also the lead trader. He had 52 employees, 53 employees. When anybody came in to work, like he would show 'em how to use the machine, how to make that part. Teach 'em how, what specs needed to go in there.

[00:27:13] But if one of the big machine, like big leaves or one of the big, metal machines they had, c and c cutters and all the kind of stuff they had. If something broke, he took the first shot at fixing it before they called in out, off staff. I was like, you've got four roles here, guy. And the least expensive of 'em was probably at least a $50,000 a year job. So now we've got a $50,000 a year guy job for that. An $80,000 a year job for X and then a part-time accountant. You looked at it, it needed 200 K a year to replace all the jobs, all the hats he's wearing. Not including his CEO role. 

[00:27:44] And, the business just wouldn't support it. He drove it so lean at trying to, it was a very competitive market space too. So he was trying to, stay competitive with his market, his competitors, who were competing on price. And got himself in a situation where it's gonna be hard to sell because unless somebody else wants to pull 70, 80 hour weeks. And has, that broad range of skill sets, they're not gonna be able to buy that. So going back to what you guys do, how do you identify, I know you do both brick and mortar and online. There's new stuff all the time, right? What happens when you get something new on the plate?

[00:28:18] What's the process to go? Okay, this is new. This is different. Yeah, it's online. Maybe it's using, technology you haven't seen yet. Maybe it's the new, right now the hot topic's AI, right. They've got AI, they've got different language models. One of the biggest things I'm concerned about, this is a good one for you too. Maybe they have a combination of both open source and proprietary code. There's some tricks with like, if you built a public company. Or not a public company, but a company, you're revenue generating and you've pieced and milled in, open source code to it. You can get yourself into trouble, right? There's questions about that. Do you guys do code reviews and that type of stuff? 

[00:28:57] Ahmed Raza: Yeah. I'll kind of address both of those. So the second question with code reviews, we do code reviews. We do, what we basically look at when we're doing code reviews, as we call it, like a code-based and tech stack review. So I, I usually will head these. I have a background in computer science. I have a computer science degree at software engineering for a few years, so I usually understand this pretty well. But, the goal when we do code reviews is really to understand the sustainability, and you'll hear me use that word a lot. But it becomes increasingly important, especially when we look at sub $5 million businesses.

[00:29:24] Because the biggest issue, like you mentioned with, with the businesses you were looking at where the guy was doing like four jobs. That sustainability becomes a big question there. So what we look at is, we'll look at the actual code base, but then we'll look at the full technology stack. Is the way it's set up going to transfer well to a new, to a new owner, right? Is it really going to, continue to be a, a software product that continues to generate new versions, new releases. Or is it going to be something that kind of dies with the owner, once that old owner leaves. Is it gonna just not be there?

[00:29:52] So we, we look at a lot of that when we think about code reviews. And then the other question you mentioned about like, how, things continue to change? Especially like we think about like AI or as a whole. Like software that we haven't looked at. I love that. And I think that's such an important question. Because the thing we do is we actually, have a team, not an in-house team, but a team of consultants we work with, that actually run these businesses on a day-to-day. So we have a team we work with. They have an a portfolio of like 45, 50 content sites. We have one with FBA guys, we have one with, Saas guys.

[00:30:22] And so, what we do when we're doing diligence is for that very niche specific work, we actually run it by them as well. And this is all included in the fixed costs that our clients pay. We don't charge them anything on top, but we'll run it by them and say, Hey, like we have this FBA business we're looking at. Obviously you guys run like 18 different FBA businesses. Can you do a quick analysis? Let's look at this. See if there's any issues that you guys have found that we weren't able to spot for some reason. And so what that does is that ensures that we're staying on top of things without having to, like constantly worry about like, okay, what with these new updates coming out with the latest Google update. With the latest ChatGPT update. How does this impact? And, and we're able to work with guys that are doing this on a day-to-day basis.

[00:31:02] So I think that culmination of like, our expertise, plus using the expertise of people that are doing this day in and day out. It kind of creates a pretty cool formula. Where we're able to make sure that we capture a lot of that risk and understand a lot of that risk. 

[00:31:15] Ronald Skelton: I'm gonna date myself here a little bit. I'm a tech nerd from a previous generation. What brings mine to me on this whole, sustainability is, like different technologies phase out over time, right? Back when I got out of the military, I worked for Lockheed Martin. One of our big things was we readed the YouTube mission planning system. So the, Youtube spy plane, basically has a mission planning system that tells the cameras and sensors on there where to take pictures and that type of stuff, based off of geolocation and stuff. But it was on an old VAX computer system. Which was, you couldn't buy anymore cuz nobody was supporting these old, big, old clunky vax machines.

[00:31:48] The data center, like the storage units for these things were aisles upon aisles of hard drives in these data centers. And, all that will fit on, I probably have more space than, 10 of those aisles on my thumb drive over here. I have a one terabyte or two terabyte thumb drive in, in this unit to back up things on. Back then if the drives were going bad, in one of those drives, in those shelves they go bad, a little red light would come on. The first step to see if you could fix it is you'd pull the drive out. Whack it with a rubber mallet and shove it back in to see if the disc inside of it hung up some. 

[00:32:17] You literally would pull these out, tap it a couple times with the rubber mallet, stepped in there and see if it would spin back up. And then we self-repair if it could. But we moved it to, a more modern system, based off of, back then was the Sun, Sun Solaris type of things. And that's gone now, as far as I know. We almost moved it to Silicon Graphics, which I know is gone. Right? So, is some of that technology review and some of the due diligence you do inside of that, look, you guys got this on a platform that's gonna have to be shifted in the next six months or 12 months? Or do you guys look at that? Like what platforms they're on? What languages are written in? I'm gonna date myself.

[00:32:50] If you've written in something like C or a FORTRAN or something, and I think the latest and greatest is Ruby on Rails, or I don't even know these days. You look at the technology it was built in and go. That's gonna be hard to sustain or it's gonna be hard to find programmers for that? What do you do inside of the, on that?

[00:33:06] Ahmed Raza: Yeah, that's a great question. A lot of times, with that, if we can't, like basically if we can't figure out a way to migrate that over, or if we don't have the expertise on it, then it's likely too old. I know like people still use PHP pretty regularly, right? But, now it's like, it's all like Ruby on Rails, react, all that good stuff. But I think the thing I always tell clients is that if it's too old for us to understand, it's probably too old. I think if like you really wanna date it, like if someone comes in with something and like Pascal or they wrote something in like X 86 assembly or something, like, we're probably gonna tell you, hey, like, we either don't have the expertise within our group to figure this out. 

[00:33:41] And you probably will need to migrate it at some point. But usually I think nine outta 10 times, it's simply like, Hey, this is something that can be utilized and it will continue to have support for the next like, five, 10 years. But it's definitely kind of at this point where it's being phased out. So we'll usually do that. Most of the stuff we see though is pretty, pretty modern so to speak. It's a lot of like React and Ruby on Rails and just JavaScripts, stuff like that. So usually we don't have to have that conversation. But in the cases that we've had to have it, it's pretty much like, Hey, this'll be good for the next like decade. But like, you're losing support and it's usually pieces of the software.

[00:34:14] Like, you're using this piece that has it, it's stopped being supported in the last, like, five years. So you probably want to get away from it. Especially, based on the type of software you're building. So if your software depends pretty strongly on like, security and stuff like that, then you don't wanna be on anything outdated. If it's something more just like, like a to-do list or something like that, then it's not as big of a deal. So it also comes down to the type of business and the type of software. 

[00:34:37] Ronald Skelton: Yeah, you just pulled one of those. I'm 51 now. Occasion, I'll be driving the road and listening to the oldies station and a song that came out and my generation comes on like, Hey, that's not an oldies. What are you doing? So, yeah, maybe it is. I just did that when I was clipping websites. PHP was common and we were moving things into PHP and Java, JavaScript. That was the two that we played were in. And, most of the sites I've flipped, were php, type of base. MySQL database is on PHP front ends, right?

[00:35:01] Now I'm looking at things and like, Ruby on Rails and this other stuff, and I don't do the coding anymore. Got enough money and not enough time to want to relearn another language. So I always outsourced the stuff. I probably could read. I read so much code in different, I was a test engineer, that's what I did for Lockheed. So I was a staff test engineer. I got paid to break into, break the computer systems. And, uh, do code reviews. So I would sit in front of the, in rooms with 10 or 15 other people and read thousands of line of code and look for flaws and logic and stuff. And all kinds of languages.

[00:35:31] But, once you learn the logic of what we're looking for and stuff like that, the language is just a language, of the code. We had tools and stuff that would look for, you call it, coding issues where they forgot a semicolon or something like that. Or the code reviews. We'd find stuff, but most of the time we were looking for flaws in the actual logic of what they were doing. So we've talked about this a little bit. We talked about like the different types of products and stuff like that. What is the process? Do you guys give these guys, Hey, a go, no go. Like, here's our recommendations. How long along the process do you guys stick with these guys? Do you stick with them through the closing? And is there anything you guys do post-closing or?

[00:36:09] Ahmed Raza: Yeah. So for a lot of like these, these buyers that come in. If they're on that start to finish plan that I mentioned, that 30% plan, we'll be with them like throughout that, throughout the entire process. Once they've closed, et cetera. Even post-closing a little bit. But for most folks that are coming in and they're engaging us post LOI, we try not to make like these major go, no-go recommendations. Only because everyone has a very different risk appetite.

[00:36:31] So instead we try to do it more objectively like, Hey, here are the major issues that we've found. And this is the risk associated with them and this is what you can do to fix these issues. If it's acceptable to you, you can always still buy this business. But this is the challenges you'll run into. And I've found that, that does that creates a lot more of a sustainable model long term for us as well. Where we don't come in and say, Hey, like, buy this business or don't buy it. Obviously we're a lot more like, if it's a really, if there's a lot of things really wrong, we'll say like, Hey, there's just a lot of issues and, probably wouldn't proceed with this unless you just feel really strongly about it.

[00:37:04] But I would say nine outta 10 times is usually like, Hey, these are the issues that we've found. This is what you can do to kind of, mitigate these risks long term. And for most buyers, that's a lot more helpful than us just giving them more of like a vague, Hey, you should buy this or shouldn't buy this. Cuz again, we have folks come in that are okay with the stressed assets. They're okay with a more riskier purchase. Especially if you're like adding your ninth or 10th company to a holding co. You're a lot more aware of what you're buying. You're a lot more okay with these risks. Whereas if you're buying your very first business with some personal capital, you might not be as okay with it. So it's just providing that distinction and kind of helping them understand what their risk is. 

[00:37:40] Ronald Skelton: I guess the next question I'm gonna have here is, you help with this, the sell side, right? I mean the, the buy side, the buyers. Do you ever have sellers reach out to you and go, kinda like a quality of earnings report? Like, Hey, here's what I'm selling. Here's everything I got. What are buyers gonna expect and what do I need to clean up? Do you have brokers bringing stuff to you like that? Or do you have buyers themselves reaching out to you guys and saying, I really want to put my best foot forward. What do I need to fix over in the next two months, six months, year, to make this appealable? 

[00:38:06] Ahmed Raza: Yeah, that's a great question. And so we have done like, sell site quality of earnings. It's by no means often, it's pretty sparse. It's the same process though. It's going through things, understanding. Like the quality of earnings, looking at add backs, all that good stuff. We've had this happen on a few occasions, and so we're usually able to help. As long as there's no like, sort of like conflict of interest or anything like, Hey, if we think our buyers might be interested in this, we'll usually say no.

[00:38:28] Because we don't, down the road we don't want it to be like, Hey, you represented the seller. And now you're, that can't happen. That's too messy. It's possible, it's doable and we have done it in the past, especially for more traditional businesses. It can be done and we've done it. But most of our focus ends up just naturally has ended up being more on the buy side because, that's just where we've usually come in. And so staying very, true to the side you're on, it helps a lot long term, especially as you build a brand. Because we always say like, Hey, we're buy side representatives first and foremost.

[00:38:55] And so, especially when we have folks come in and they're using a broker and stuff. We always say like, look, we've worked with some fantastic brokers that, I think the world of. But at the end of the day, a broker is a seller's representative. And any reputable broker will tell you that, that hey, ultimately we are a seller's representative and we're not taking responsibility for any of the, information that's been disclosed. As a buyer, it's your duty to go and make sure that these claims are valid. And so, I think from a branding perspective, it's been easier just to stay purely on the buy side. And then whenever we get requests, we just kind of review them on a per request basis and see if that's something we can help with.

[00:39:28] Ronald Skelton: Okay. What about, how do you guys deal with, like, you've got, a buyer comes to you. They've got a deal, they've got. You go all the way through it and at the end of it, there's nothing really wrong with it. For some reason or another, the buyer backs out. Are you guys under any type of non-compete that keeps you from selling it to any other sellers? Or can you go, Hey, if you really don't want this, I probably have somebody that does. What happens to these failed deals? 

[00:39:51] Ahmed Raza: That's an interesting scenario. So we've definitely had it happen before. Usually they're already represented by a broker. It's more like, Hey, it's fine. It didn't work. What we have done in the past is like, oh, a deal didn't go through. And we have folks on that start to finish plan I mentioned that are in the search phase. And what we'll say is like, Hey, is it cool if I circulate this with our other buyers?

[00:40:09] There's a few that might be interested in this deal. And usually it's like, yeah, absolutely. No, no problem with that. But we won't come in and serve as an actual broker or representative for the deal. We'll just circulate that information. And again this is, the goal with this is just to be clear on what side we're on. Buy side representative. We don't wanna come in and serve as a broker. Especially for a deal we've done buy side diligence on. 

[00:40:30] Ronald Skelton: I can see the, conflict of interest inside of that. So we're hitting the top of the hour. I wanna make sure everybody kind of has some basic information about, really in depth who you guys are and what you do and stuff. So, and how to reach out to you. So let's start with the, what is your ideal client? The ones you work with the best, the ones you love the most. If people are listening here today and they own a business that's X, Y, and Z and they're thinking about, or thinking about buying businesses in this realm, what would that be? What would be your area of expertise you want? You want more customers in, I guess is the word I wanna phrase it. 

[00:41:02] Ahmed Raza: Yeah, I would say primarily looking at folks that are looking to either buy an online business or have already submitted an LOI on an online business. And when I say that, I mean e-commerce, content, Amazon FBA, Amazon KDP. Anything with a truly online presence at the sub 10, $15 million range.

[00:41:19] So we've done deals above that as well. But that's kind of our sweet spot. And so what you're really looking for is this is your first, second, or third acquisition. And you're looking for buy-side help and looking for someone that can come in and do the full scope diligence service. So that's usually where we provide the most value and kind of where we have the process down quite well so we can come in and do that work. So that, that's usually what our ideal client looks like.

[00:41:42] Ronald Skelton: Now, are there different packages for different levels? Or is this done on a, what's the pricing model like? You have different packages? Is it priced by number of hours it takes or how does it work?

[00:41:53] Ahmed Raza: Everything is priced on a fixed cost basis. Cuz again, if you're looking to buy a small business, you don't wanna end up getting a bill at the end of diligence. Like, Hey, this is like $20,000 more than you expected. So we do everything on a fixed cost basis. We don't have a ton of packages just in, in the attempt to keep it as simplified as possible.

[00:42:09] We have a couple when we call a live verification report, which is kind of due diligence into an online business and we do everything. We have quality of earnings, a few different things like code-based review that we talked about. And usually what happens is that there's a base pricing. And then as businesses get larger, the pricing goes up by, by a small margin each time. And the cool thing is, one thing we do a bit differently is that if you go on our website, rapid diligence.com, and you click generate a quote, you'll just get, taken to a quote calculator. And so you can put that any value in, and you can see all of our prices. So we're big on pricing transparency.

[00:42:41] You don't have to put in your email, it's not gonna be like a email marketing tactic. You just put, Hey, this is the business I'm looking to buy. This is the service I'm interested in. Just give me the pricing for that. It kind of does that. And it just helps keep things nice and clean. So, that's kind of how we work on a, on a pricing basis. 

[00:42:56] Ronald Skelton: Do podcasts fall in online content?

[00:43:00] Ahmed Raza: Yeah, they do. I would say they do. 

[00:43:02] Ronald Skelton: There's a broker actually, website closers. I've interviewed one of their brokers before. Just came to my attention this morning there's a business podcast on there that I might be interested in. Now, I feel that it's way overpriced. But, I'm very seriously considerate reaching out to 'em.

[00:43:14] Ahmed Raza: How does that work though? Like the host, is the idea that you take over is the host?

[00:43:18] Ronald Skelton: That's the biggest concern. I have a suspicion of who it is. Cuz it's like they don't announce it cuz it's, it's just a, what do you call it? A sale or whatever. It's basically just a, outline of what the business is. But by the details they give, it limits it down to maybe one or two or three different podcasts it even could be. And I think I know which one it is. That said, the host is pretty dominant. It's just like what I'm doing right here.

[00:43:39] It's an interview-based podcast. It's actually older than mine. It's broader. It's on entrepreneurship. And it's much broader. But it's also, like they're much shorter shows too. Instead of being an hour long shows. I think they're all 20, 30 minute shows. And, they do seven of 'em a week. And for a long time I was doing two a week. Right now I'm doing one. But, that's a lot of work. The thing is, it says that the host is willing to stay on with the new host long enough to make sure it's successful. There's still gonna be some loss there, right?

[00:44:09] I used to help out with a, kind of be a part owner or whatever to help out with a local martial arts studio. Blew my knees out and gained all this weight. But, I taught martial arts for 18 years of my life. Or participated in them and taught, as a student instructor type of thing. That said, you could move a martial arts studio a mile and lose 30% of your students. And that's one of the loyalist businesses. There are those students, they call their teacher a sensei or a master. But you moved it around the block and all of a sudden people, that was the one thing they needed that was like, they just stopped showing up to class.

[00:44:39] Like, okay, take everybody over to the new school. Let's show 'em all the new mats. Let's set this new school up. Spend a little extra money, set the new school up completely so there's no downtime. There's not a day or two without classes that people just know to go over. We had students waiting that one door to take him to the next, and there's still the big loss. I think the same thing with this podcast. I honestly think there's, got millions of subscribers. Right now he has, multimillion dollars worth of, sponsorships. I think on both the subscribers, they're people who are just, they enjoy listening to him. Even though it's an interview podcast right now.

[00:45:08] So a lot of it has to do with the catalyst of the guest. Or the clout of the guest. But a lot of it also has to do with people who are there because they enjoy that person's way, style of interviewing. So I think there's gonna be lost there. But on this, on the other side of it, I think there are probably sponsors there that just love working with the guy. I've been working with the guy for a long time. And it's a four-person team, so they're working, they're definitely working with the host directly. He's not gonna have his VAs do it, most likely. So I think you'll lose some of your bigger sponsors too, and have to rebuild those relationships and go out and find new sponsors potentially.

[00:45:41] So that's the reason I think, they're wanting like seven or eight x. And I was like, yeah, maybe a two x or three x, because you're gonna lose a lot of that.

[00:45:48] Ahmed Raza: Yeah. And that's super interesting cuz I, we even see this challenge sometimes with like content businesses, just to, kind of go to that. And even like email marketing. Where you sell like an email list where, you kind of, we've seen some like content businesses where it's like, it's a company that's providing recipes. Or websites providing recipes from this persona, Kathy. Kathy's a wife and a mom and stuff. And so, even though it's not really Kathy running that business, but the owner themself has kind of developed this persona as their own.

[00:46:15] And so one of the challenges is like, hey, like when you buy this business, you kind of have to continue to be Kathy. Cuz if you're no longer Kathy, then no one wants to read it, right? And so I could only imagine that gets heightened with a podcast. Because it's like, there's not just a persona, there's an actual person. Yeah, let me know if that, if you end up going through with that. Sounds super interesting. Yeah. 

[00:46:32] Ronald Skelton: This is a much younger guy. I don't try to be pretty, so he is actually probably a lot more attractive of a younger guy. I think that there's, both interview styles. So there's some similarities. But I would be real concerned, I would lose a big chunk of them. And then the third part of that is, is like, How do you mitigate that for the future? Like if I bought the podcast, would I want to be the host? Or should I bring on a really, a voice talent? And, shift the host, get the customer, get the clientele, the listeners used to having the host. Have guest hosts on, shift the host around occasionally. But the content and the, the quality of the guest is always there. 

[00:47:08] The style stays the same. We find people that are trained voice actors if that, if we have to. They can step into a persona and carry on the interview style. But I don't know how to play that out, so I don't know where I'm going with this one. I just noticed it right before our show. Somebody posted it on one of their podcasts I listened to. And I was like, I gotta take a look at that. So it's still a tab open on my window. There's a lot of things that happen inside of these content based businesses where if you can't step inside of that persona, and I'm a marketing guy, that's what my master's degree is in, my MBA's in marketing. But if you can't step inside of that persona, you change the voice of the writer, the content, there's gonna be some resistance to change.

[00:47:43] You'll attract new customers too, I'm sure. Because, with every voice that's out there, there are people, there are almost 8 billion people on this planet, 7.9 something billion. Surely not everybody's gonna hate it. But, I think there could be a big decline on any of these shifts. Unlike if you bought like an e-commerce product or something. Where nobody sees the people behind the curtain. You only get to see the wizard. Nobody sees the guy pulling the levers. So the wizard stays the same, so long as the wizard continue to deliver quality products.

[00:48:09] There's usually no decline. Yeah, I'm still learning this space. I just kind of made the conscious decision to go to, to content and stuff this year. When I really decided I embraced this mobile lifestyle and, wanting to remote, remote work and be able to be living anywhere I wanna live. So, I'm interested in that. Before we get off here, two things. How do people reach out to you and, work with you guys? Is it the website or do you want 'em to reach out to you on Linkedin? Or give us a way to contact you. 

[00:48:35] Ahmed Raza: Yeah, for sure. So rapiddiligence.com. We offer free intro consultation calls. So if you're just interested, you think you might be interested at some point, yeah, just reach out. You can book a call from the website and so someone from our team will take care of you. I'm on Twitter as well at Rapid Diligence. If you wanna talk to me directly, it's just Ahmed, a h m e d at rapiddiligence.com.

[00:48:55] Ronald Skelton: Okay, cool. And then, I always like to do this. in full disclosure, it's usually cuz it's what we use to pull our, YouTube shorts and our, our new TikTok stuff. Probably the first time I've said it on this show, but if somebody can remember only one or two things for the entire show today, what would your key takeaways be?

[00:49:10] Ahmed Raza: Yeah, I think one of the biggest things I'll say after having looked at so many businesses over the years. I always say a minute spent in due diligence is an hour of headaches saved after the business is acquired. So spend your time, whether that's with a third party company like rapid diligence or whether that's due diligence you're doing yourself in-house regardless. Take time to understand and do the proper due diligence. Cuz that's going to save you so much headache down the road. And the other thing I'll say is that, like the numbers are important and all of the books, everything that's important, that's something you need to look at.

[00:49:44] But take a step back and look, understand what you're buying as a business. If something feels off, dig into it. During that diligence period, that LOI period, you get, whether it's 30 days, 60 days, 90 days or longer. You have every right as a potential buyer to ask for any data you want and need to make a comfortable buying decision. So take advantage of that because once that period is over, you don't get to go back and say, oh, I missed this, or I wish I had asked. It's too bad. Right? So take that time, look into things and make sure that the business you're buying makes sense, because you as the buyer have the right to do that and you should take advantage of it.

[00:50:17] Ronald Skelton: Awesome. I appreciate your time today. Looking forward to, maybe working with you in the future here as I find these fine deals I'm interested in. So, again, thank you. And we'll call that a show. 

[00:50:27] Ahmed Raza: Absolutely. Thanks for having me.